Such restricted shares are subject to a four-year vesting schedule with 25% vesting on each of the first, second, third and fourth anniversary of the grant date, and will terminate no later than eight years from their grant date.
Such restricted shares are subject to a four-year vesting schedule with 25% vesting on each of the first, second, third and fourth anniversary of the grant date, and will terminate no later than eight years from their grant date.
Such restricted shares are subject to a four-year vesting schedule with 25% vesting on each of the first, second, third and fourth anniversary of the grant date, and will terminate no later than eight years from their grant date.
Such restricted shares are subject to a four-year vesting schedule with 25% vesting on each of the first, second, third and fourth anniversary of the grant date, and will terminate no later than eight years from their grant date.
The compensation committee is responsible for, among other things: ● approving and overseeing the compensation package for our executive officers; ● reviewing and making recommendations to the board with respect to the compensation of our directors; ● reviewing and approving corporate goals and objectives relevant to the compensation of our chief executive officer, evaluating the performance of our chief executive officer in light of those goals and objectives, and setting the compensation level of our chief executive officer based on such evaluation; and ● reviewing periodically and making recommendations to the board regarding any long-term incentive compensation or equity plans, programs or similar arrangements, annual bonuses, employee pension and welfare benefit plans. 110 Table of Contents Duties of Directors Under Cayman Islands law, our directors have a fiduciary duty to act honestly, in good faith and with a view to our best interests.
The compensation committee is responsible for, among other things: ● approving and overseeing the compensation package for our executive officers; ● reviewing and making recommendations to the board with respect to the compensation of our directors; ● reviewing and approving corporate goals and objectives relevant to the compensation of our chief executive officer, evaluating the performance of our chief executive officer in light of those goals and objectives, and setting the compensation level of our chief executive officer based on such evaluation; and ● reviewing periodically and making recommendations to the board regarding any long-term incentive compensation or equity plans, programs or similar arrangements, annual bonuses, employee pension and welfare benefit plans. 118 Table of Contents Duties of Directors Under Cayman Islands law, our directors have a fiduciary duty to act honestly, in good faith and with a view to our best interests.
The following table summarizes, as of December 31, 2022, the outstanding options and restricted shares granted to our directors and executive officers and other individuals as a group. Exercise Ordinary Price Shares Underlying Underlying Outstanding Outstanding Options Restricted Name Options (US$/Share) Shares Grant Date Expiration Date Jianyu Yang — — — — — Zheng Cheng — — — — — Yue Yu — — — — — Boxun Zhang — — — — — Wayne Yu — — — — — Liping Zhang — — 45,000 September 13, 2017 N/A — — 90,000 October 2, 2018 N/A Hongzhong Liu — — — — — Other individuals as group — — 973,284 February 18, 2014 N/A — — 21,132 July 1, 2014 N/A — — 69,564 August 1, 2014 N/A — — 1,219,425 August 7, 2017 N/A — — 2,935,500 August 8, 2017 N/A — — 5,611,605 October 2, 2018 N/A C.
The following table summarizes, as of December 31, 2023, the outstanding options and restricted shares granted to our directors and executive officers and other individuals as a group. Exercise Ordinary Price Shares Underlying Underlying Outstanding Outstanding Options Restricted Name Options (US$/Share) Shares Grant Date Expiration Date Jianyu Yang — — — — — Zheng Cheng — — — — — Yue Yu — — — — — Boxun Zhang — — — — — Wayne Yu — — — — — Liping Zhang — — 45,000 September 13, 2017 N/A — — 90,000 October 2, 2018 N/A Hongzhong Liu — — — — — Other individuals as group — — 973,284 February 18, 2014 N/A — — 21,132 July 1, 2014 N/A — — 69,564 August 1, 2014 N/A — — 1,219,425 August 7, 2017 N/A — — 2,935,500 August 8, 2017 N/A — — 5,611,605 October 2, 2018 N/A C.
On November 27, 2009 and September 30, 2011, we granted options to purchase 4,765,800 ordinary shares at an exercise price of US$3.67 and US$2.17 per share, respectively, of which options to purchase an aggregate of 1,716,500 ordinary shares were granted to our executive officers and directors and the remainder to other employees. 108 Table of Contents On February 18, 2014, we granted options to purchase 3,479,604 ordinary shares at an exercise price of US$2.037, of which options to purchase an aggregate of 2,439,126 ordinary shares were granted to our executive officers and directors and the remainder to other employees.
On November 27, 2009 and September 30, 2011, we granted options to purchase 4,765,800 ordinary shares at an exercise price of US$3.67 and US$2.17 per share, respectively, of which options to purchase an aggregate of 1,716,500 ordinary shares were granted to our executive officers and directors and the remainder to other employees. 116 Table of Contents On February 18, 2014, we granted options to purchase 3,479,604 ordinary shares at an exercise price of US$2.037, of which options to purchase an aggregate of 2,439,126 ordinary shares were granted to our executive officers and directors and the remainder to other employees.
Haifeng Liu, sold all of his vested options to purchase 14,829,200 ordinary shares of our company to three former directors of China Medstar who are now our directors and executive officers as employment incentive for such directors. 107 Table of Contents The three executive directors subsequently exercised the vested options with total proceeds from such exercise received by us amounting to approximately US$11.7 million.
Haifeng Liu, sold all of his vested options to purchase 14,829,200 ordinary shares of our company to three former directors of China Medstar who are now our directors and executive officers as employment incentive for such directors. 115 Table of Contents The three executive directors subsequently exercised the vested options with total proceeds from such exercise received by us amounting to approximately US$11.7 million.
Board Practices—Employment Agreements.” 112 Table of Contents We are required under the local laws and regulations to make contributions to our employee benefit plans based on specified percentages of the salaries, bonuses, housing allowances and certain other allowances of our employees, up to a maximum amount specified by the respective local government authorities.
Board Practices—Employment Agreements.” 120 Table of Contents We are required under the local laws and regulations to make contributions to our employee benefit plans based on specified percentages of the salaries, bonuses, housing allowances and certain other allowances of our employees, up to a maximum amount specified by the respective local government authorities.
For share-based compensation, see “—Share Incentive Plans.” We did not have any amount accrued in 2022 for pension, retirement or other similar benefits to our directors and our executive officers, except as disclosed in “—D. Employees” and elsewhere in this annual report on Form 20-F.
For share-based compensation, see “—Share Incentive Plans.” We did not have any amount accrued in 2023 for pension, retirement or other similar benefits to our directors and our executive officers, except as disclosed in “—D. Employees” and elsewhere in this annual report on Form 20-F.
Our executive officer may typically terminate his or her employment at any time if we fail to provide labor protection or work conditions as stipulated in the employment agreement. 111 Table of Contents The executive officers may also terminate the employment agreement at any time without cause upon a 30-day notice.
Our executive officer may typically terminate his or her employment at any time if we fail to provide labor protection or work conditions as stipulated in the employment agreement. 119 Table of Contents The executive officers may also terminate the employment agreement at any time without cause upon a 30-day notice.
Prior to joining Trinity Western University, she was a teaching assistant in the Department of Economics at University of Ottawa from 1999 to 2004. Dr. Zhang received a doctorate degree in economics from University of Ottawa in 2005. Mr. Hongzhong Liu has served as an independent director of our company since September 2022. Mr.
Prior to joining Trinity Western University, she was a teaching assistant in the Department of Economics at University of Ottawa from 1999 to 2004. Dr. Zhang received a doctorate degree in economics from University of Ottawa in 2005. 114 Table of Contents Mr. Hongzhong Liu has served as an independent director of our company since September 2022. Mr.
Each committee’s members and functions are described below. 109 Table of Contents Audit Committee Our audit committee consists of Mr. Wayne Yu, Dr. Liping Zhang and Mr. Hongzhong Liu. Mr. Wayne Yu is the chairman of our audit committee. Mr. Wayne Yu and Dr.
Each committee’s members and functions are described below. 117 Table of Contents Audit Committee Our audit committee consists of Mr. Wayne Yu, Dr. Liping Zhang and Mr. Hongzhong Liu. Mr. Wayne Yu is the chairman of our audit committee. Mr. Wayne Yu and Dr.
He received his Ph.D. in finance from University of Alberta in November 1997. 106 Table of Contents Dr. Liping Zhang has served as an independent director of our company since September 2017. She joined Trinity Western University as assistant professor in 2005 and has served as associate professor in Trinity Western University since 2014.
He received his Ph.D. in finance from University of Alberta in November 1997. Dr. Liping Zhang has served as an independent director of our company since September 2017. She joined Trinity Western University as assistant professor in 2005 and has served as associate professor in Trinity Western University since 2014.
(5) Represents 7,500,000 Class B ordinary shares, each convertible into one Class A ordinary share, held by Bluestone Holdings Limited, a limited liability company organized under the laws of the British Virgin Islands, of which Mr.
(5) Represents 7,500,000 Class B ordinary shares, each convertible into one Class A ordinary share, held by Bluestone Holdings Limited, a limited liability company organized under the laws of the British Virgin Islands, of which Mr. Cheng is a sole director and sole shareholder.
Share Ownership The following table sets forth information with respect to the beneficial ownership of our ordinary shares as of the date of this annual report by: ● each of our directors and executive officers; and ● each person known to us to own beneficially 5.0% or more of our ordinary shares. 113 Table of Contents The calculations in the table below are based on 130,251,685 ordinary shares outstanding, including 84,463,737 Class A ordinary shares (excluding treasury shares issued and reserved for future issuance upon the exercising or vesting of awards granted under our share incentive plans) and 45,787,948 Class B ordinary shares outstanding, as of the date of this annual report. Ordinary Shares Beneficially Owned (1) % of Class A Class B Total % of Aggregate Ordinary Ordinary Ordinary Beneficial Voting Shares Shares Shares Ownership (2) Power (3) Directors and Executive Officers: Jianyu Yang (4) 13,982,928 38,287,948 52,270,876 40.1 73.2 Zheng Cheng (5) — 7,500,000 7,500,000 5.8 13.8 Yue Yu — — — — — Boxun Zhang — — — — — Wayne Yu — — — — — Liping Zhang * — * * * Hongzhong Liu — — — — — All directors and officers as a group 14,117,928 45,787,948 59,905,876 45.9 87.0 Principal Shareholders: Morgancreek Investment Holdings Limited (6) 13,982,928 38,287,948 52,270,876 40.1 73.2 Solar Honor Limited (7) 15,379,303 — 15,379,303 11.8 2.8 Oasis Inspire Limited (8) 13,086,350 — 13,086,350 10.0 2.4 Bluestone Holdings Limited (9) — 7,500,000 7,500,000 5.8 13.8 * Less than 1.0%.
The calculations in the table below are based on 130,251,685 ordinary shares outstanding, including 84,463,737 Class A ordinary shares (excluding treasury shares issued and reserved for future issuance upon the exercising or vesting of awards granted under our share incentive plans) and 45,787,948 Class B ordinary shares outstanding, as of the date of this annual report. Ordinary Shares Beneficially Owned (1) % of Class A Class B Total % of Aggregate Ordinary Ordinary Ordinary Beneficial Voting Shares Shares Shares Ownership (2) Power (3) Directors and Executive Officers: Jianyu Yang (4) 13,982,928 38,287,948 52,270,876 40.1 73.2 Zheng Cheng (5) — 7,500,000 7,500,000 5.8 13.8 Yue Yu — — — — — Boxun Zhang — — — — — Wayne Yu — — — — — Liping Zhang * — * * * Hongzhong Liu — — — — — All directors and officers as a group 14,117,928 45,787,948 59,905,876 46.0 87.0 Principal Shareholders: Morgancreek Investment Holdings Limited (6) 13,982,928 38,287,948 52,270,876 40.1 73.2 Solar Honor Limited (7) 15,379,303 — 15,379,303 11.8 2.8 Oasis Inspire Limited (8) 13,086,350 — 13,086,350 10.0 2.4 Bluestone Holdings Limited (9) — 7,500,000 7,500,000 5.8 13.8 * Less than 1.0%. 121 Table of Contents (1) Beneficial ownership is determined in accordance with Rule 13d-3 of the General Rules and Regulations under the Exchange Act.
Cheng is a sole director and sole shareholder. 114 Table of Contents (6) Represents 38,287,948 Class B ordinary shares, each convertible into one Class A ordinary share, and 4,660,976 ADSs, each representing three Class A ordinary shares, held by Morgancreek, a limited liability company organized under the laws of the British Virgin Islands.
(6) Represents 38,287,948 Class B ordinary shares, each convertible into one Class A ordinary share, and 4,660,976 ADSs, each representing three Class A ordinary shares, held by Morgancreek, a limited liability company organized under the laws of the British Virgin Islands.
Name* Age Position/ Title Jianyu Yang 52 Chairman, chief executive officer Zheng Cheng 60 Director Yue Yu 39 Director Boxun Zhang 47 Chief financial officer Wayne Yu 60 Independent director Liping Zhang 51 Independent director Hongzhong Liu 52 Independent director Dr.
Name* Age Position/ Title Jianyu Yang 53 Chairman, chief executive officer Zheng Cheng 61 Director Yue Yu 40 Director Boxun Zhang 48 Chief financial officer Wayne Yu 61 Independent director Liping Zhang 52 Independent director Hongzhong Liu 53 Independent director Dr.
The following table set forth certain information about our employees by function as of the period indicated: As of December 31, 2022 Employees % of Total Management 13 1.4 Administration 227 24.7 Financial control 45 4.9 Hospital and Operation 517 56.3 Marketing 23 2.5 Business development 38 4.2 Centers 55 6.0 Total 918 100.0 We have entered into employment agreements with each of our employees.
The following table set forth certain information about our employees by function as of the period indicated: As of December 31, 2023 Employees % of Total Management 13 1.8 % Administration 229 31.5 % Financial control 31 4.2 % Hospital and Operation 372 51.2 % Marketing 26 3.6 % Business development 21 2.9 % Centers 35 4.8 % Total 727 100.0 We have entered into employment agreements with each of our employees.
Compensation Compensation of Directors and Executive Officers In 2022, the aggregate cash compensation to all of our directors and our executive officers was RMB 2.2million (US$0.3 million).
Compensation Compensation of Directors and Executive Officers In 2023, the aggregate cash compensation to all of our directors and our executive officers was RMB2.9 million (US$0.4 million).
As of the date of this annual report, a total of 16,504,543 ADSs representing 49,513,629 Class A ordinary shares (excluding treasury shares issued and reserved for future issuance upon the exercising or vesting of awards granted under our share incentive plans) were outstanding.
The address of the principal office of Bluestone Holdings Limited is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, British Virgin Islands. 122 Table of Contents As of the date of this annual report, a total of 16,504,543 ADSs representing 49,513,629 Class A ordinary shares (excluding treasury shares issued and reserved for future issuance upon the exercising or vesting of awards granted under our share incentive plans) were outstanding.
As of December 31, 2022, all of our employees were based in China.
We had 972, 918 and 727 employees as of December 31, 2021, 2022 and 2023, respectively. As of December 31, 2023, all of our employees were based in China.
The total amount of the contributions that we made to employee benefit plans in 2020, 2021 and 2022 was RMB28.2 million, RMB51.1 million and RMB58.6 million (US$8.5 million), respectively.
The total amount of the contributions that we made to employee benefit plans in 2021, 2022 and 2023 was RMB51.1 million, RMB58.6 million and 57.6 million (US$8.1 million), respectively. Our success depends to a significant extent upon, among other factors, our ability to attract, retain and motivate qualified personnel.
The address of our directors and executive officers is Concord Medical Services Holdings Limited, Room 2701-05, Tower A, Global Trade Center, 36 North Third Ring Road East, Dongcheng District, Beijing, People’s Republic of China, 100013.
The address of our directors and executive officers is Concord Medical Services Holdings Limited, Room A1-A5 26/F, East Zone, Hanwei Plaza, No. 7 Guanghua Road, Chaoyang District, Beijing, People’s Republic of China 100020.